What does the City Wide franchise agreement state regarding the franchisee's obligation to indemnify City Wide Indemnities?
City_Wide Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisee will indemnify, defend and hold harmless City Wide and its past, present and future officers, directors, agents, attorneys, employees, shareholders, successors, assigns and affiliates (collectively "City Wide Indemnities") from and against any and all expenses, damages, taxes, claims, suits, losses, actions, judgments, liabilities and costs, including City Wide Indemnities' reasonable attorney's fees and in-house counsel fees, arising out of or based on any claim, action, judicial proceeding, administrative proceeding, personal injury or damage to real or personal property brought or threatened in connection with City Wide's provision of IT Services, or otherwise related to or arising out of a Cyber Event.
Source: Item 22 — CONTRACTS (FDD page 65)
What This Means (2025 FDD)
According to City Wide's 2025 Franchise Disclosure Document, the franchisee is obligated to indemnify, defend, and hold harmless City Wide Indemnities. This includes City Wide and its past, present, and future officers, directors, agents, attorneys, employees, shareholders, successors, assigns, and affiliates. This obligation extends to any and all expenses, damages, taxes, claims, suits, losses, actions, judgments, liabilities, and costs, including reasonable attorney's fees and in-house counsel fees.
The franchisee's duty to indemnify City Wide Indemnities arises from any claim, action, judicial proceeding, administrative proceeding, personal injury, or damage to real or personal property. This could be brought or threatened in connection with City Wide's provision of IT Services, or otherwise related to or arising out of a Cyber Event.
In simpler terms, if City Wide faces any legal or financial repercussions due to the franchisee's actions or issues related to IT services or cyber events, the franchisee is responsible for covering City Wide's losses, including legal fees. This indemnification clause ensures that City Wide is protected from liabilities arising from the franchisee's business operations or specific events like cyber incidents. This is a standard practice in franchising, where the franchisee's actions can directly impact the franchisor's brand and financial stability.